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OPES ACQUISITION CORP. 4218 NE 2Nd Avenue

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OPES ACQUISITION CORP. 4218 NE 2Nd Avenue OPES ACQUISITION CORP. 4218 NE 2nd Avenue Miami, Florida 33137 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS to be held on August 4, 2020 TO THE STOCKHOLDERS OF OPES ACQUISITION CORP.: You are cordially invited to attend the Annual Meeting of the Stockholders (the “Annual Meeting”) of OPES ACQUISITION CORP., a De laware corporation the “Company,” “Opes,” “we,” “us” or “our”) to be held at 10:00 a.m. EST on August 4, 2020. Due to the COVID-19 pandemic, the Company will be holding the Annual Meeting via teleconference using the following dial-in information: US Toll Free 1-888-433-2831 International Toll 1-719-955-2379 Participant Passcode 212 407 4122 The Annual Meeting will be held for the following purposes: (1) To elect James Anderson to serve on the Board of Directors of the Company as a Class A director until the 2023 annual meeting of stockholders of the Company or until his successor is duly appointed and qualified; and (2) To transact any other business as may properly be presented at the Annual Meeting or any adjournment thereof. Enclosed is the proxy statement containing detailed information concerning the election of the directors. Whether or not you plan to attend the Annual Meeting, we urge you to read this material carefully and vote your shares. I look forward to seeing you at the meeting. By Order of the Board of Directors, /s/ Ophir Sternberg Ophir Sternberg Chairman of the Board Dated: July 2, 2020 Your vote is important. Please sign, date and return your proxy card as soon as possible to make sure that your shares are represented at the Annual Meeting. If you are a stockholder of record, you may also cast your vote in person at the Annual Meeting. If your shares are held in an account at a brokerage firm or bank, you must instruct your broker or bank how to vote your shares, or you may cast your vote in person at the special meeting by obtaining a proxy from your brokerage firm or bank. Your failure to vote or instruct your broker or bank how to vote will have the same effect as voting against the proposals. Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on August 4, 2020: This notice of meeting and the accompany proxy statement are available at https://www.cstproxy.com/opesacquisitioncorp/am2020. OPES ACQUISITION CORP. 4218 NE 2nd Avenue Miami, Florida 33137 PROXY STATEMENT for Annual Meeting of Stockholders to be held on August 4, 2020 PROXY SOLICITATION The Company is soliciting proxies on behalf of the board of directors of the Company (the “Board”) in connection with the Annual Meeting of Stockholders to be held on August 4, 2020 and at any adjournment thereof. The Company will bear the entire cost of preparing, assembling, printing and mailing this Proxy Statement, the accompanying proxy card and the Company’s 2019 annual report, and any additional material that may be furnished to stockholders. We may engage a proxy solicitor to solicit proxies and distribute materials to brokers, banks, custodians, and other nominee holders for forwarding to beneficial owners of the Company’s common stock. The Company will pay for these services and reimburse certain of such proxy solicitor’s expenses. Proxies also may be solicited through the mails or direct communication with certain stockholders or their representatives by officers, directors, or employees of the Company, who will receive no additional compensation therefor. On or about July 16, 2020 this Proxy Statement, the accompanying proxy card and the Company’s 2019 Annual Report on Form 10-K are first being sent to stockholders. GENERAL INFORMATION ABOUT VOTING Record Date, Outstanding Shares, and Voting Rights As of July 15, 2020, the record date for the meeting, the Company had outstanding 7,863,069 outstanding shares of Company common stock, par value $0.001 per share (the “Common Stock”), including 4,543,069 outstanding public shares. The Company’s warrants do not have voting rights. Each share of Common Stock entitles its holder to one vote. Voting Procedures; Revoking Proxies You may vote your proxy by completing, dating, signing, and mailing the accompanying form of proxy in the return envelope provided. The persons authorized to vote your shares will vote them as you specify or, in absence of your specification, as stated on the form of proxy. Abstentions and broker non-votes have no effect on the proposals being voted upon If you have submitted a proxy to vote your shares and wish to change your vote, you may do so by delivering a later-dated, signed proxy card to the Company’s secretary prior to the date of the Annual Meeting or by voting in person at the Annual Meeting. Attendance at the Annual Meeting alone will not change your vote. You also may revoke your proxy by sending a notice of revocation to the Company located at 4218 NE 2nd Avenue, Miami, FL 3313, Attn: Secretary. Required Vote The Class A director under Proposal 1 will be elected by a plurality of the votes of the shares of Common Stock present in person or by proxy and entitled to vote in the election. 1 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table sets forth information regarding the beneficial ownership of our shares of Common Stock as of July 2, 2020 by: • each person known by us to be the beneficial owner of more than 5% of our outstanding shares of common stock; • each of our officers and directors; and • all our officers and directors as a group. Unless otherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all shares of common stock beneficially owned by them. The following table does not reflect record of beneficial ownership of any shares of common stock issuable upon exercise of securities that are not exercisable or convertible within 60 days. Amount and Nature of Beneficial Percent of Name and Address of Beneficial Owner(1) Ownership Class Ophir Sternberg(2) . 1,610,000 20.5% José Luis Córdova Vera . 16,715 * Martha (Stormy) L. Byorum . 0 0% David Brain . 0 0% James Anderson . 0 0% Allison Greenfield . 0 0% All directors and executive officers as a group (six individuals) . 1,626,715 20.7% Greater than 5% Beneficial Owners LH Equities, LLC(2) . 1,610,000 20.5% Lion Point Capital(3) . 862,500 11.0% Westchester Capital Management, LLC(4) . 624,381 7.9% Mizuho Financial Group, Inc.(5) . 1,177,000 15.0% * Less than one percent. (1) Unless otherwise indicated, the business address of each of the individuals is c/o Opes Acquisition Corp., 4218 NE 2nd Avenue, Miami, Florida 33137 (2) Represents shares held by LH Equities, LLC. Lionheart Equities, LLC is the majority holder of the interests in LH Equities, LLC. Mr. Sternberg, has sole voting control over the shares, and shares dispositive control over the shares with the Domus Family Limited Liability Partnership, which owns interests in LH Equities, LLC. The business address for LH Equities, LLC is c/o Lionheart Capital, LLC, 4218 NE 2nd Avenue, Miami, FL 33137. (3) The business address of Lion Point Capital is 250 West 55th Street, 33rd Floor, New York, NY 10019. (4) The business address of Westchester Capital Management, LLC is 100 Summit Drive, Valhalla, NY 10595. Information derived from a Schedule 13G filed on February 14, 2020. (5) Mizuho Financial Group, Inc., Mizuho Bank, Ltd. and Mizuho Americas LLC may be deemed to be indirect beneficial owners of said equity securities directly held by Mizuho Securities USA LLC which is their wholly-owned subsidiary. The business address for Mizuho is 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan. Information derived from a Schedule 13G filed on February 14, 2020. 2 PROPOSAL 1 ELECTION OF DIRECTORS Class A Nominee of the Board of Directors Our Board of Directors currently consists of five directors: Mr. Ophir Sternberg, Mr. David Brain, Mr. James Anderson, Ms. Martha (Stormy) L. Byorum and Ms. Allison Greenfield. We have a classified board. The directors are divided into Class A, Class B and Class C, respectively. All of our directors are elected for three-year terms. Class A directors shall be elected for a term expiring at the first Annual Meeting of Stockholders, the directors in Class B shall be elected for a term expiring at the second Annual Meeting of Stockholders and the directors in Class C shall be elected for a term expiring at the third Annual Meeting of Stockholders. The Board of Directors has nominated James Anderson, as the Class A director, to serve until the 2023 annual meeting. If any nominee becomes unavailable for election, which is not expected, the persons named in the accompanying proxy intend to vote for any substitute whom the Board of Directors nominates. If a quorum is present at the Annual Meeting, the Class A nominee for director will be elected by a plurality of the votes of the shares present in person or by proxy and entitled to vote in the election. Has served as the Name Age Class Other positions with the Company; Company director since Ophir Sternberg 50 C Chief Executive Officer and Chairman October 2019 David Brain 64 C Director April 2020 James Anderson 71 A Independent Director April 2020 Martha (Stormy) L. Byorum 70 B Independent Director January 2018 Allison Greenfield 47 B Independent Director June 2020 The following sets forth certain information with respect to our directors.
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